DINGYI GROUP INVESTMENT LIMITED — Proxy Solicitation & Information Statement 2017

Dec 28, 2017

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WINFAIR INVESTMENT COMPANY LIMITED 永發置業有限公司

(Incorporated in Hong Kong with limited liability)

(Stock Code: 287)

PROXY FORM FOR USE AT THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON 30 JANUARY 2018

I/We [(Note][1)]

of

,

being the shareholder(s) of Winfair Investment Company Limited (永發置業有限公司) (the “Company”), hereby appoint the Chairman of the meeting [(Notes][2][and][3)] or

of

and/or

of

to act as my/our proxy to attend and, on a poll, vote for me/us and on my/our behalf at the EXTRAORDINARY GENERAL MEETING of the Company to be held at Tang Room I, 3rd Floor, Sheraton Hong Kong Hotel & Towers, 20 Nathan Road, Kowloon, Hong Kong on Tuesday, 30 January 2018 at 9:30 a.m. and at any adjournment thereof.

I/We wish my/our proxy to vote as indicated below in respect of the resolution to be proposed at the meeting. Please indicate how you wish your vote to be cast on a poll with a “ ✔ ” in the space provided. Should this form be returned duly signed, but without a specific direction, the proxy will vote or abstain at his discretion.

Ordinary Resolution

To approve, confirm and ratify the Disposal and the relevant Agreements entered into (as defined in the Circular of the Company dated 29 December 2017) and to authorise any one director of the Company to do all such acts and things, to sign and execute all such documents, and to take all such steps in connection thereto, and complete the transactions contemplated thereunder (the full text of the resolution is set out in the Notice).

For Against □ □

Signed this,

day of 2018

Shareholder’s Signature [(Note][4)]

No. of Shares held [(Note][6)] Proxy’s Specimen Signature

NOTES:

• (1) Full name(s) and address(es) to be inserted in BLOCK CAPITALS .

• (2) If you are a shareholder who is entitled to attend and vote at the meeting, you are entitled to appoint one or more proxies to attend instead of you and to vote on your behalf on a poll. The proxy need not be a member of the Company but must attend the meeting in person to represent you.

• (3) As a matter of law, you have the right to appoint separate proxies to represent respectively such number of the shares you hold as you may specify in this proxy form. If a proxy (or proxies) other than the Chairman of the meeting is preferred, cross out the words “the Chairman of the meeting” and insert the full name and address of the proxy (or proxies) desired in the space provided. Any alteration made to this proxy form must be initialled by the person who signs it.

• (4) This proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must either be executed under its Common Seal or under the hand of an officer or attorney duly authorised.

• (5) In the case of joint holders, the vote tendered by the holder whose name stands first in the Register of Members, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint shareholder(s).

• (6) Please insert the number of shares registered in your name(s); if no number is inserted, this proxy form will be deemed to relate to all the shares in the Company, registered in your name(s).

• (7) To be valid, this proxy form together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company’s Share Registrar, Computershare Hong Kong Investor Services Limited, 17/F., Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong at least 48 hours before the time appointed for holding the EGM or any adjournment thereof. Proxy forms sent electronically or by any other data transmission process will not be accepted.